General Terms and Conditions for Deliveries and Services
- Unless otherwise agreed individually, our offers, sales, repairs and other services to entrepreneurs ("Purchaser") shall be subject to the following terms and conditions.
- Deviating terms and conditions of the customer shall not apply, even if we do not separately object to their validity in individual cases. Neither the reference to a letter containing or referring to deviating terms and conditions nor the delivery by us shall constitute an agreement to other terms and conditions.
- Our electronic media, catalogs, brochures, price lists and other publications (together "our publications") merely provide information about our product range and do not constitute offers within the meaning of § 145 BGB. Illustrations and dimensional data in our publications do not in any case constitute a guarantee of a characteristic, nor can a specific suitability be derived from them. We reserve the right to make changes.
- Offers are subject to change without notice, unless a commitment period is specified by us.
- We reserve all rights of ownership and exploitation without limitation to all samples, plans, illustrations, drawings and other documents made available by us.
III. conclusion of contract
- A contract is only concluded when the order has been confirmed by us in writing or the delivery has been carried out without separate confirmation.
- Notwithstanding Section III. 1, a contract for the delivery of custom-made products shall not be concluded until the dimensional sketch/release drawing or order confirmation prepared by us has been confirmed by the Purchaser in writing.
- The prices valid on the day of delivery plus VAT shall apply. However, if the price valid on the day of delivery exceeds the price valid on the day of the order by more than 5 %, the customer shall be entitled to withdraw from the contract.
- For orders below 300 Euro net (except for subsequent deliveries) an additional surcharge of 10 Euro net will be charged.
- For spare parts orders below 50 Euro net, a minimum quantity surcharge of 5 Euro will be charged (additionally).
- Orders placed via our webshop are generally free of minimum quantity surcharges.
V. Delivery, Transfer of Risk, Transport
- The delivery of our goods shall be made in accordance with the currently valid Incoterms 2020 (International Commercial Terms).
Special agreements remain excluded from this.
- The forwarder or the carrier shall be liable in accordance with the statutory provisions for damage caused by loss of or damage to the goods in the period from acceptance for carriage to delivery or by exceeding the delivery period. In the event of damage, we recommend that you arrange for an immediate statement of the facts.
VI. shipping costs and transport insurance
- In general, the customer shall bear all costs associated with the shipment of the goods. The choice of the mode of shipment is left to us.
- The costs for packaging and shipping ex works Eibelstadt for domestic deliveries per standard package up to 31.5 kg and dimensions 120 x 60 x 60 cm (LxWxH) amount to a flat rate of 6.95 Euro plus VAT.
- Transport costs for bulky items (e.g. displays, screens, pieces of furniture, racks, ceiling lifts, etc.) can be found in the currently valid price list.
- The costs incurred for express delivery at the request of the Purchaser shall be borne in full by the Purchaser.
- The costs of transport insurance, which we take out for the purchaser in any case (except self-insurers after written notification) when shipping goods, amount to 0.1% of the net value of the goods in each case.
- The information in VI. 2 . VI. 6 apply to the domestic market. The transport and shipping costs for the international movement of goods (incl. EU) are shown individually on each offer.
VII Delivery obligation
- Compliance with delivery deadlines is subject to correct and timely delivery to us by our suppliers. However, this shall only apply if we have taken the necessary precautions to procure the goods delivered by us and have carefully selected the upstream suppliers. We undertake to notify the purchaser immediately in the event of delays or impossibility of delivery and performance. These events entitle the purchaser to withdraw from the contract within the framework of the statutory provisions.
- At our request, the purchaser is obliged to declare within a reasonable period of time whether he will withdraw from the contract due to delay or insist on delivery.
VIII. Terms of payment
Invoices for goods are due without deduction within 30 days of the invoice date. Repair and service invoices are due without deduction immediately upon receipt by the customer.
IX. Retention of title
- We reserve title to all goods delivered by us (reserved goods) until full payment of the purchase price and all claims arising from our business relationship with the customer, including claims arising in the future from contracts concluded at a later date (extended reservation of title or current account reservation).
- The customer is entitled to resell, combine, mix or process the delivered goods in the ordinary course of business. The Purchaser shall not be permitted to make any other dispositions, in particular pledges or the granting of ownership by way of security. If the goods subject to retention of title are not paid for immediately or in full when they are resold to a third party purchaser, the Purchaser undertakes to sell only under extended retention of title, i.e. only against assignment of the purchase price against the third party purchaser, and hereby assigns to us by way of security the claim to which it is entitled from the resale together with all ancillary rights in the amount of the price of the goods subject to retention of title agreed with us (downstream retention of title). The authorization of the purchaser to resell, combine, mix and process the goods shall end if the purchaser ceases to make payments, if an insolvency situation exists in accordance with the Insolvency Code or if the purchaser is in default of payment to us.
- The customer may not enter into any agreement with its customers and purchasers which excludes or impairs our rights in any way or frustrates the advance assignment pursuant to para. 2; the authorization to resell the goods shall therefore not apply if a prohibition of assignment has been agreed between the customer and its customer or purchaser. The customer shall remain authorized to collect the claim assigned to us; we shall be entitled to revoke this authorization at any time in the event of an objectively justified interest, e.g. in the event of a default in payment or insolvency of the customer, to disclose the assignment by way of security and to collect the claim. Upon our request, the customer shall be obliged to provide us with all information and documents required for the collection of the assigned claim and to inform the third party acquirer of the assignment by way of security without delay.
- In the event of insolvency, default in payment or any other culpable breach of contract on the part of the customer, we shall be entitled to take back all goods subject to retention of title following a declaration of rescission. The customer shall be obliged to surrender the goods without retention of title; he shall bear the necessary costs of taking back and transporting the goods subject to retention of title. In the event of withdrawal, we shall be entitled to realize the goods subject to retention of title by private sale and to offset the realization proceeds, after deduction of the reasonable costs of realization incurred by us, against the claims owed by the customer from the delivery of goods and the business relationship. The purchaser must inform us immediately and without request of all third party seizures, attachments, changes, deterioration or loss of the goods subject to retention of title.
- The treatment and processing of the reserved goods shall be carried out for us as manufacturer without, however, obligating us. We shall acquire co-ownership of the new or unified item if the reserved goods are processed or inseparably combined in the ratio of the net invoice amount of our reserved goods to the net invoice amounts, or alternatively the market values, of the other processed or combined items. The customer shall keep the (co-)owned goods in safe custody for us free of charge; upon our request, he shall be obliged to provide all necessary information and documents required to protect our (co-)ownership rights.
- If the value of the securities to which we are entitled in accordance with the above provisions exceeds our claims by more than 10%, we shall be obliged to release securities of our choice at the request of the customer.
X. Claims for defects
- In the event of material defects and/or defects of title, our liability shall be limited to the right of subsequent performance. If the supplementary performance fails or is unreasonable for us, the customer may reduce the remuneration or withdraw from the contract without prejudice to any claims for damages in accordance with section XI.
- The purchaser is obliged to report obvious material defects immediately after receipt of the goods. The notification of such a defect must be sent to us no later than 7 days after receipt of the goods. If a defect is discovered later, the notification must be made immediately after discovery. If the purchaser fails to give such notice, our performance shall be deemed to have been approved. At the same time as the notification of defects, the article complained about must be registered with us for return (RMA procedure).
- If the notice of defect is unjustified, we shall be entitled to demand reimbursement from the Purchaser of the expenses incurred by us if the Purchaser has recognized or negligently failed to recognize that a defect is not present and the cause of the phenomenon complained of by him lies within his own sphere of responsibility.
- No claims for defects shall exist in the case of only insignificant deviation from the agreed quality, in the case of only insignificant impairment of usability and in the case of natural wear and tear. Furthermore, there shall be no claims based on defects insofar as damage after the passing of risk is due to incorrect or negligent handling by the Purchaser or a third party (in particular due to incorrect installation and lack of maintenance and/or inspection). If the purchaser or a third party carries out improper modifications or repair work, there shall also be no claims for defects for these and the resulting consequences.
- Claims for defects shall become time-barred within one year after the transfer of risk.
- We shall be liable for claims for damages by the customer (including consequential damages and immaterial damages) as a result of poor performance or non-performance exclusively in accordance with Section XI.
- In cases of intentional breach of duty, we shall be liable in accordance with the statutory provisions.
- In cases of grossly negligent breach of duty, our liability for damages shall be limited to the foreseeable, typically occurring damage.
- In the event of a culpable breach of a material contractual obligation (such as those obligations which, according to the content and purpose of the contract, are specifically intended to be imposed on us or the fulfillment of which is a prerequisite for the proper performance of the contract and on the fulfillment of which the customer regularly relies and may rely), we shall be liable in accordance with the statutory provisions; in this case, however, the liability for damages shall be limited to the foreseeable, typically occurring damage, unless we are responsible for intent.
- Our liability for culpable injury to life, limb or health shall remain unaffected; this shall also apply to mandatory liability under the Product Liability Act.
- Unless otherwise provided for in Clauses XI. 1. to 4. above, our liability is excluded.
- All claims for damages on the part of the purchaser shall become statute-barred within one year of the claim arising and information being provided to us by the purchaser. Excluded from this are claims for damages of the purchaser, insofar as we are liable without limitation according to clauses XI. 1. to 4.; these shall become statute-barred according to the statutory regulations.
Our prices do not include the return and disposal of old equipment (as defined by § 3 ElektroG) of users other than private households. The Purchaser shall, at its option, dispose of such waste equipment in accordance with the statutory provisions at its own expense or impose this obligation on a third party. The Purchaser shall indemnify us against the manufacturer's obligation to take back and dispose of such equipment in accordance with Section 10 (2) ElektroG and against any claims of third parties in this respect.
XIII Taking back goods free of defects
If defect-free goods are returned by the customer after prior notification and approval by Kindermann (RMA procedure), we shall charge a handling fee of 10% of the net value of the goods, but at least 25 euros and the applicable sales tax per item, unless otherwise agreed in individual cases.
A credit note for the net value of the goods - minus the handling fee - will only be issued if the returned goods are not custom-made products and are in perfect condition. Software will only be taken back unused and sealed.
In any case, the RMA number must be visibly noted on the outside of the outer carton and on the delivery bill. Otherwise we reserve the right to refuse acceptance.
XIV Place of performance and jurisdiction
Place of performance for deliveries and payments is Eibelstadt. The place of jurisdiction is Würzburg. All contractual relations shall be governed exclusively by German substantive law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
The translation of these GTC in foreign languages is only for the better understanding of our customers. Only the German version is legally binding.
The invalidity of individual provisions shall not affect the binding nature of these GTC in other respects.